Exhibit 99.1
PROXY
DIANON SYSTEMS, INC.
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
THE UNDERSIGNED HEREBY APPOINTS KEVIN C. JOHNSON AND DAVID R. SCHREIBER, AND
EACH OF THEM, AS PROXIES, EACH WITH THE POWER TO APPOINT THEIR SUBSTITUTE, AND
HEREBY AUTHORIZES THEM TO REPRESENT AND TO VOTE AS DESIGNATED ON THE REVERSE
SIDE ALL THE SHARES OF COMMON STOCK OF DIANON SYSTEMS, INC. (THE "COMPANY") HELD
OF RECORD BY THE UNDERSIGNED ON OCTOBER 2, 2001 AT THE ANNUAL MEETING OF
STOCKHOLDERS TO BE HELD AT THE COMPANY'S CORPORATE HEADQUARTERS AT 200 WATSON
BOULEVARD, STRATFORD, CONNECTICUT, ON NOVEMBER 9, 2001 AT 10:00 A.M., AND AT ANY
ADJOURNMENT THEREOF.
Change of Address
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CONTINUED AND TO BE SIGNED ON THE REVERSE SIDE
Please date, sign and mail your proxy card as soon as possible.
Annual Meeting of Stockholders of DIANON SYSTEMS, INC.
November 9, 2001
PLEASE MARK YOUR VOTES AS INDICATED IN THIS EXAMPLE
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE FOR ALL OF THE NOMINEES
LISTED IN PROPOSAL (1) AND FOR PROPOSALS (2), (3), (4) AND (5).
1. Election of Director(s): Nominees:
FOR All NOMINEES WITHHOLD AUTHORITY TO VOTE Kevin C. Johnson,
LISTED AT RIGHT FOR ALL NOMINEES John P. Davis,
LISTED AT RIGHT Bruce K. Crowther,
E. Timothy Geary,
[ ] [ ] G. S. Beckwith Gilbert,
David R. Schreiber,
Jeffrey L. Sklar and
James T. Barry.
To withhold your vote for any individual nominee, write the name(s) on the
line below:
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2. Proposal to adopt the Agreement and Plan of Merger, dated as of June 28,
2001, as amended on October 3, 2001, among DIANON Systems, Inc., UroCor
Acquisition Corp., a wholly-owned subsidiary of Dianon, and UroCor, Inc.,
and approve the merger contemplated by that agreement as amended.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
3. Proposal to approve of the issuance of the shares of Dianon Common Stock to
be issued pursuant to the Agreement and Plan of Merger, as amended.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
4. Proposal to approve the adoption of the 2001 Stock Incentive Plan.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
5. Proposal to ratify the appointment of Arthur Andersen LLP as independent
public accountants for the year ending December 31, 2001.
FOR AGAINST ABSTAIN
[ ] [ ] [ ]
THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED AS DIRECTED OR IF NO CONTRARY
DIRECTION IS INDICATED WILL BE VOTED AS MANAGEMENT RECOMMENDS ON THESE AND ANY
OTHER MATTERS THAT MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT(S) OR
POSTPONEMENT(S) THEREOF.
CHECK IF YOU HAVE MADE ADDITIONAL COMMENTS [ ]
CHECK IF YOU PLAN TO ATTEND THE MEETING [ ]
CHECK IF YOU PLAN TO ATTEND THE
MEETING AND VOTE YOUR SHARES [ ]
Vote, sign and date this Proxy and return it promptly in the enclosed envelope.
No postage is required if mailed in the United States.
Signature of Shareholder Dated , 2001
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Signature if held jointly Dated , 2001
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NOTE: Please sign exactly as name appears hereon. Joint owners should each sign.
When signing as attorney, executor, administrator, trustee or guardian, please
give full title as such. If time warrants, improperly signed cards will be
returned for correction.